euro adhoc: D+S europe AG / Mergers - Acquisitions - Takeovers / D+S europe AG: Turnover and Earnings Leap due to Large Acquisition in Growth-Intensive E-Commerce Management

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26.03.2007

- D+S europe signs acquisition contract for taking over Heycom Group
- Strategically significant setup of e-commerce as 4th business field
- Turnover to rise to over EUR 340 million in business year 2008 (EUR
164.8 million in 2006) - Planned EBIT for 2008 almost EUR 50 million
(EUR 18.9 million in 2006) - EpS expected to double by 2008 to EUR
0.70 - 0.75 (EUR 0.35 in 2006)

HAMBURG. 26 March 2007. Today D+S europe AG (ISIN: DE0005336804), a
leading solutions provider for integral customer management,
concluded a contract marking the beginning of the takeover of 100 %
of Heycom GmbH, Hannover, in the middle of 2007. With this
acquisition D+S europe AG is strategically extending its value-added
chain by the fast growing area of e-commerce services as a fourth
business field for the Group. Heycom is one of the leading operators
of online shops and provides complete transaction handling in the
field of e-commerce.

From the very start this acquisition will lead to a significant leap
in turnover and earnings for D+S europe AG. Thus the Heycom Group is
anticipating a turnover in the amount of over EUR 80 million, an
EBITDA of over EUR 17 million and an EBIT of over EUR 13 million in
the year 2008. Accordingly, in 2008, an increase in the turnover of
D+S europe AG can be assumed at Group level to an amount of over EUR
320 million, after EUR 164.8 million in the year 2006. EBITDA for
2008 is expected to rise to over EUR 63 million after EUR 27.7
million in the year 2006 while an EBIT increase to EUR 48 - 50
million is planned for 2008, EUR 18.9 million in the year 2006. Thus
D+S europe AG would reach its planned 2008 margin of 15% at Group
level. Earnings per share are expected doubled to EUR 0.70 - 0.75 in
2008, after EUR 0.35 in the year 2006. For 2009 a further increase in
turnover and earnings is planned by over 20%.

In spite of the advance acquisition costs, D+S europe AG is already
planning an EBIT of over EUR 10 million in the first half of 2007. In
the second half of 2007, an EBIT of more than 20 million is expected
at Group level due to strong organic growth as well as the
consolidation of the Heycom Group. With a view to the whole year, D+S
europe AG is planning an EBIT increase of over 75 % compared to 2006
to more than EUR 33 million with a turnover of about EUR 240 million.
Up to now the enterprise was expecting an EBIT increase of 40%.

As of 1 July 2007, the founder of Heycom, Sven Heyrowsky, will become
the third member of the Management Board of D+S europe AG; the
remaining Heycom management will also be committed to the company by
long running contracts.

Regardless of EBIT-related earnout components, D+S europe AG will
takeover Heycom GmbH at a fixed acquisition price of almost EUR 100
million. The fixed purchase price will be paid in cash and by shares
of D+S europe AG. All in all D+S europe AG expects a total purchase
price in the amount of the 6.5-times the EBITDA of 2009 from the
Heycom business transactions, with the earnout to be paid in the year
2009. The purchase price will be paid in cash and with shares of D+S
europe AG. A corresponding financing package has already been
finalised including an agreement to issue, by means of capital
increase in cash, 1.642 million shares at an issue price of 8.50 Euro
excluding subscription rights. Furthermore, a capital increase
through contribution in kind by 2.5 million shares will be affected.
A sound 60% of the fixed purchase price will be paid by means of
outside financing in the course of a syndicate loan under the lead of
Deutsche Bank and Dresdner Bank. The earnout will be paid in the year
2009 from outside capital as well as the cash flow of D+S europe AG.

Explanatory Notes

By taking over the Heycom Group D+S europe AG is complementing its
strategic positioning. So far D+S europe has provided services in the
fields of telephonic value-added services, mobile services, customer
services and voice automation as well as address management and
collections. This service portfolio is now being supplemented by the
Heycom online transaction competency. Thus D+S europe will place
itself in the e-commerce market which, according to surveys of
Forrester Research, has a current volume of about EUR 25 billion. The
annual growth up to the year 2010 is stated at 26%.

Heycom is positioned in the market as specialist for online sales as
well as warehousing and consignment sales for account of a third
party. In the centre of Heycom’s value-added chain there is an
intelligent online shop system custom-developed by Heycom for special
requirements on a highly efficient and high-performance e-commerce
service range. Starting from the running of shops, the scope of
Heycom ranges from sorting of goods, warehousing, packaging and sales
to return and debtor management. With this integrated online
transaction approach Heycom’s product range is always up-to-date thus
significantly optimising costs compared to common online-shop
systems. Heycom has a client base of over ten leading brand product
suppliers from the fashion and clothing industry, the food industry
as well as the field of household supplies.

Due to the capital increases D+S europe AG’s capital stock will
increase to about 36.2 million shares. In future the Heycom founder,
Sven Heyrowsky, will be one of the largest single shareholders of D+S
europe AG with about 7.5% of the vote. Management of Heycom will be
committed to D+S europe by long running contracts and participation
in its share capital.

Management of D+S europe AG will present further details and
perspectives of the transaction in the course of a press and analyst
conference at the Steigenberger Hotel Frankfurter Hof at 9.30 a.m. on
Tuesday 27 March 2007. Interested journalists, investors and analysts
are also invited to follow the presentation on the Internet and via
telephone. Corresponding dial-in information can be obtained from Dr.
Rainer Brändle, IR Consultancy edicto, Tel. 069/90550550.

About D+S europe: D+S europe AG is one of the leading solution
providers for integrated customer management. Regardless of the
communication channel, whether by landline, mobile phone, Internet,
TV or in writing, D+S europe manages contacts between its clients and
their most important assets, their private customers. For its clients
D+S europe connects, provides contents and carries out billing
procedures. Clients’ customer management processes can be completely
outsourced: from identifying interesting contacts via establishing
the ideal contact channel and contacting to collection services, if
required. The use of most modern technologies results in utmost
client and end-customer satisfaction. Internationally leading
enterprises cooperate with D+S europe and are attended to by over
3,800 employees at locations all over Germany as well as in Austria,
Poland and the Czech Republic. D+S europe AG’s share is listed in
Prime Standard and in SDAX.

For further information please see www.dseurope.ag.

end of announcement euro adhoc 26.03.2007 14:50:03
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ots Originaltext: D+S europe AG
Im Internet recherchierbar: http://www.presseportal.de

Further inquiry note:
Thiess Johannssen
Leiter Unternehmenskommunikation
D+S europe AG
Tel.: ++49-40 4114-1400
E-Mail: t.johannssen@dseurope.ag

Branche: Advertising
ISIN: DE0005336804
WKN: 533680
Index: CDAX, Classic All Share, Prime All Share, SDAX
Börsen: Frankfurter Wertpapierbörse / regulated dealing/prime
standard
Börse Berlin-Bremen / free trade
Hamburger Wertpapierbörse / free trade
Baden-Württembergische Wertpapierbörse / free trade
Börse Düsseldorf / free trade
Bayerische Börse / free trade


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